§ 7-60-101. Short Title

This article shall be known and may be cited as the “Uniform Partnership Law”. Source: L. 31: p. 645, § 1. CSA: C. 123, § 1. CRS 53: § 104-1-1. C.R.S. 1963: § 104-1-1.

§ 7-60-102. Definitions

As used in this article, unless the context otherwise requires: “Bankrupt” includes bankrupt or debtor under the federal bankruptcy code of 1978, title 11 of the United States Code, or insolvent under any state insolvency act. “Business” includes every trade, occupation, or profession. “Conveyance” includes every assignment, lease, mortgage, or encumbrance. “Court” includes every court […]

§ 7-60-103. Knowledge and Notice

A person has “knowledge” of a fact within the meaning of this article not only when the person has actual knowledge thereof but also when the person has knowledge of such other facts as in the circumstances show bad faith. A person has “notice” of a fact within the meaning of this article when the […]

§ 7-60-104. Rules of Construction

The rule that statutes in derogation of the common law are to be strictly construed shall have no application to this article. The law of estoppel shall apply under this article. The law of agency shall apply under this article. This article shall be so interpreted and construed as to effect its general purpose to […]

§ 7-60-105. Rules for Cases Not Covered

In any case not provided for in this article, the rules of law and equity, including the law merchant, shall govern. Source: L. 31: p. 647, § 5. CSA: C. 123, § 5. CRS 53: § 104-1-5. C.R.S. 1963: § 104-1-5.

§ 7-60-106. Partnership Defined

A partnership is an association of two or more persons to carry on, as co-owners, a business for profit and includes, without limitation, a limited liability partnership. But any association formed under any other statute of this state or any statute adopted by an authority other than the authority of this state is not a […]

§ 7-60-107. Partnership Determined – How

In determining whether a partnership exists these rules shall apply: Except as provided by section 7-60-116, persons who are not partners as to each other are not partners as to third persons; Joint tenancy, tenancy in common, tenancy by the entireties, joint property, common property, or part ownership does not of itself establish a partnership, […]

§ 7-60-108. Partnership Property

All property originally brought into the partnership stock or subsequently acquired by purchase or otherwise on account of the partnership is partnership property. Unless the contrary intention appears, property acquired with partnership funds is partnership property. Any estate in real property may be acquired in the partnership name. Title so acquired can be conveyed only […]

§ 7-60-109. Partner Agent of Partnership

Subject to the effect of a statement of partnership authority under section 7-64-303, every partner is an agent of the partnership for the purpose of its business, and the act of every partner, including the execution in the partnership name of any instrument for apparently carrying on in the usual way the business of the […]

§ 7-60-110. Conveyance of Real Property

Subject to the effect of a statement of partnership authority under section 7-64-303, where title to real property is in the partnership name, any partner may convey title to such property by a conveyance executed in the partnership name; except that the partnership may recover such property unless the partner’s act binds the partnership under […]

§ 7-60-111. Admission of Partner Binds Partnership

An admission or representation made by any partner concerning partnership affairs within the scope of the partner’s authority as conferred by this article is evidence against the partnership. Source: L. 31: p. 651, § 11. CSA: C. 123, § 11. CRS 53: § 104-1-11. C.R.S. 1963: § 104-1-11. L. 2004: Entire section amended, p. 1423, […]

§ 7-60-112. Notice to Partner – Effect

Notice to any partner of any matter relating to partnership affairs and the knowledge of the partner acting in the particular matter acquired while a partner or then present to the partner’s mind and the knowledge of any other partner who reasonably could and should have communicated it to the acting partner operate as notice […]

§ 7-60-113. Partner’s Wrongful Acts – Liability

Where, by any wrongful act or omission of any partner acting in the ordinary course of the business of the partnership or with the authority of the other partners, loss or injury is caused to any person, not being a partner in the partnership, or any penalty is incurred, the partnership is liable therefor to […]

§ 7-60-114. Partner’s Breach of Trust – Liability

The partnership is bound to make good the loss: Where one partner acting within the scope of such partner’s apparent authority receives money or property of a third person and misapplies it; and Where the partnership in the course of its business receives money or property of a third person and the money or property […]

§ 7-60-115. Nature of Partner’s Liability

Except as otherwise provided in subsection (2) of this section, all partners are liable: Jointly and severally for everything chargeable to the partnership under sections 7-60-113 and 7-60-114; Jointly and severally for all other debts and obligations of the partnership, but any partner may enter into a separate obligation to perform a partnership contract. Except […]

§ 7-60-116. Liability of Purported Partner

If a person, by words or conduct, purports to be a partner or consents to being represented by another as a partner, in a partnership or with one or more persons not partners, the purported partner is liable to a person to whom the representation is made, if that person, relying on the representation, enters […]

§ 7-60-117. Liability of Incoming Partner

A person admitted as a partner into an existing partnership is liable for all the obligations of the partnership arising before such admission as though the person had been a partner when such obligations were incurred; except that this liability shall be satisfied only out of partnership property. Source: L. 31: p. 654, § 17. […]

§ 7-60-118. Rights and Duties of Partners

The rights and duties of the partners in relation to the partnership shall be determined, subject to any agreement between them, by the following rules: Each partner shall be repaid such partner’s contributions, whether by way of capital or advances to the partnership property and share equally in the profits and surplus remaining after all […]

§ 7-60-119. Partnership Books

The partnership books shall be kept, subject to any agreement between the partners, at the principal place of business of the partnership, and every partner shall at all times have access to and may inspect and copy any of them. Source: L. 31: p. 655, § 19. CSA: C. 123, § 19. CRS 53: § […]

§ 7-60-120. Duty to Render Information

Partners shall render on demand true and full information of all things affecting the partnership to any partner or the legal representative of any deceased partner under legal disability. Source: L. 31: p. 656, § 20. CSA: C. 123, § 20. CRS 53: § 104-1-20. C.R.S. 1963: § 104-1-20.